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Standard Agreement for Professional Services ThisAgreementismadeonthe6dayofMarch,2023,betweentheCity of Roseville, a municipal corporation Preliminary Statement The City has adopted a policy regarding the selection and retention of consultants to provide a variety of professional services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of thisAgreementistosetforththetermsandconditionsfortheperformanceofprofessionalservices by theConsultant. The City and Consultant agree as follows: 1.Scope of Work Proposal. The Consultant agrees to provide the professional services set forth in Provision 3 below. The terms of this Agreement shall take precedence over and supersede any provisions and/or conditions in any proposal submitted by the Consultant. 2.Term. The term of this Agreement shall be from contract execution, through December 31, 2023, the date of signature by the partiesnotwithstanding. 3.Compensation for Services. The City agrees to pay the Consultant the compensation described in Exhibit B attached hereto for the Work, Consultant will also charge for reasonable out-of-pocket expenses such as reproductions, delivery services, long-distance telephone charges, and similar, subject to thefollowing: A.Any changes in the Work which may result in an increase to the compensation duethe Consultant shall require prior written approval of the City. The City will not pay additional compensation for Work that does not have such prior writtenapproval. B.Third party independent contractors and/or subcontractors may be retained by the Consultant when required by the complex or specialized nature of the Work when authorizedinwritingbytheCity.TheConsultantshallberesponsibleforandshallpay all costs and expenses payable to such third party contractors unless otherwise agreed to by the parties inwriting. RS160\\1\\857712.v1 1